Capital increase, restructuring, and liquidation
Do you need to make a capital increase or to liquidate or restructure your company? At NJORD Law Firm, we are experts in the fields of capital increase, restructuring, and liquidation. Our lawyers can ensure that you get a solution that meets your company’s requirements.
In connection with a capital increase, new shares in the company are subscribed for by capital contributions from the shareholders or others. A capital increase can be relevant because a company has got a new investor, or in case a company is in distress and needs additional capital. A capital increase requires that a number of legal and practical requirements are observed. For example, a general meeting must be held during which the capital increase and the subscription price must be decided on. Subsequently, payments must be made, the articles of association must be amended, and the increase must be registered with the Danish Business Authority.
At NJORD, we can assist you with all aspects of general meetings, including capital increase. We can help you find the type of capital increase that best suits your company and ensure that all requirements relating to company law are complied with.
In connection with restructuring, the company is insolvent and illiquid, and it is therefore necessary to file a petition for restructuring, the purpose of which is to attempt to make the company solvent and viable again. This is often done either by obtaining a voluntary composition with the creditors (an agreement, according to which the debt is reduced against the creditors’ reception of payment here and now), by hiving off viable parts of a company, or by closing down the operations of the company.
When a petition for restructuring is filed with the bankruptcy court, a number of requirements must be met, including proposals for the appointment of an administrator. At NJORD, we can assist you as administrators and provide the requisite advice to help your company becoming solvent.
A liquidation is not the same as a bankruptcy, as it is often a voluntary liquidation of a company for the purpose of paying the company’s creditors and paying any remaining equity to the shareholders. Unlike a company in bankruptcy, the company is solvent and in a position to pay its debt.
The decision about voluntary liquidation is resolved at a general meeting and subsequently registered with the Danish Business Authority. When the liquidation has been decided upon, a liquidator will be appointed. Subsequently, the liquidator becomes responsible for the company and the running hereof with the purpose of selling the company’s fixed assets in order to repay the company’s debt and obtain liquidation proceeds to be distributed to shareholders.
NJORD’s attorneys have great experience in performing the task as liquidator. We can assist you during the entire process. From the notice convening the general meeting and up to the final liquidation of the company.
NJORD Law Firm has a track record in domestic and cross-border M&A and has seen a recent uptick in private equity and venture capital investment work. Spearheaded by Jens Christian Dreyer, the group also receives equity fundraising, corporate restructuring and shareholder instructions; it has particular experience in drafting shareholder agreements for its cross-sector client roster.
Great and competent team. They prioritise getting to know the client in order to get a full understanding of the company needs and provide the best legal advice. NJORD had advised us on different legal aspects of our business, always with great professionalism and competence in a way that fully met our needs.
NJORD Law Firm provides ‘a high level of expertise’ paired with ‘valuable advice’ and ‘excellent and professional service level’. Lars Lokdam and René Lykke Wethelund are key contacts for M&A work; Lokdam advised Philips on its sale of Philips BioCell through a management buy-out, and Wethelund assisted Enghouse Systems with its purchase of shares in SimaTech. Jens Christian Dreyer leads the team and is ‘very reliable’ and accessible 24/7’